Theradiag Announces That Biosynex Has Filed a Voluntary Takeover Bid for Its Shares
September 23 2022 - 7:54AM
Business Wire
Regulatory News:
THERADIAG (ISIN: FR0004197747, Ticker: ALTER)
(Paris:ALTER), a company specializing in in vitro diagnostics and
Theranostics, announces that Biosynex (ISIN: FR0011005933 -
Mnemonic: ALBIO) has filed with the French financial markets
authority (the "Autorité des marchés financiers”, the "AMF") a
voluntary takeover bid offer for the shares of the Company that it
does not own, at a price of 2.30 euros per share (the "Offer").
Biosynex holds 25.07% of the share capital and 25.16% of the voting
rights of the Company.
The Offer is made at a price of EUR 2.30 per Theradiag share,
representing a premium of 58.62% and 43.79% respectively over the
closing share price on September 22, 2022 and over the volume
weighted average share price for the 60 days prior to the filing of
the Offer.
The Company acknowledges that Biosynex does not intend to
request the implementation of a squeeze-out procedure at the end of
this Offer.
The Board of Directors of Theradiag, which met on 22 September
2022, unanimously took a favourable stance on the proposed Offer,
without prejudice to the reasoned opinion of the Board of Directors
on the Offer, which will be issued after receipt of the opinion of
the independent expert, as well as the opinion of the employee
representative bodies. It should be noted that the two Biosynex
representatives on the Board of Directors of Theradiag did not
participate in the vote on this resolution.
An independent expert appointed by the Board of Directors of
Theradiag will draw up a fairness opinion on the financial terms of
the Offer in accordance with the provisions of the AMF's general
regulations.
The Social and Economic Committee of Theradiag will meet today
in order to be informed about the content of the proposed Offer and
its consequences on employment.
The listing of Theradiag shares has been suspended on Friday 23
September until further notice.
Fieldfisher is acting as legal counsel to Theradiag in this
transaction.
About Theradiag
Theradiag is the market leader in biotherapy monitoring.
Capitalizing on its expertise in the diagnostics market, the
Company has been developing, manufacturing and marketing innovative
in vitro diagnostic (IVD) tests for over 30 years.
Theradiag pioneered “theranostics” testing (combining therapy
with diagnosis), which measures the efficacy of biotherapy in the
treatment of chronic inflammatory diseases. Going beyond mere
diagnosis, Theranostics aims to help clinicians set up “customized
treatment” for each patient. This method favors the
individualization of treatment, evaluation of its efficacy and the
prevention of drug resistance. In response to this challenge,
Theradiag develops and markets the CE-marked TRACKER® range, a
comprehensive solution of inestimable medical value.
The Company is based in Marne-la-Vallée, near Paris, has
operations in over 70 countries and employs over 60 people. In
2021, the Company posted revenue of €11.1 million. The Theradiag
share is listed on Euronext Growth Paris (ISIN: FR0004197747) and
is eligible for the French PEA-PME personal equity plan. For more
information about Theradiag, please visit our website:
https://www.theradiag.com/
Important information
This press release is for information purposes only and does not
constitute an offer to purchase, or a solicitation of an offer to
sell, any Theradiag financial instruments. The tender offer
documentation which, if filed, will include the terms and
conditions of the tender offer, will be subject to review by the
Autorité des marchés financiers. Investors and shareholders are
strongly advised to review the tender offer documentation when it
becomes available, if the offer is filed, as well as any amendments
or supplements to such documents to the extent that they contain
important information about Theradiag, Biosynex and the proposed
transaction.
This press release may not be published, broadcast or
distributed, directly or indirectly, in any jurisdiction in which
the distribution of such information is restricted by law. The
tender offer will not be open to the public in jurisdictions where
it is restricted by law. The publication, dissemination or
distribution of this press release in certain countries may be
restricted by law or regulation. Accordingly, persons in
jurisdictions where this press release is published, broadcast or
distributed should inform themselves about and observe any such
restrictions. Theradiag assumes no responsibility for any violation
of these restrictions by any person.
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version on businesswire.com: https://www.businesswire.com/news/home/20220923005260/en/
Theradiag Bertrand de Castelnau CEO/Managing Director
Tel.: +33 (0)1 64 62 10 12 contact@theradiag.com
NewCap Financial Communications & Investor Relations
Pierre Laurent / Quentin Massé Tel.: +33 (0)1 44 71 94 94
theradiag@newcap.eu
NewCap Media Relations Arthur Rouillé Tel.: +33
(0)1 44 71 94 98 nmerigeau@newcap.fr
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